Executive Summary [Q2 2025 Financial Results and Business Highlights Overview](index=1&type=section&id=Q2%202025%20Financial%20Results%20and%20Business%20Highlights%20Overview) Serina Therapeutics announced its financial results for the second quarter ended June 30, **2025**, along with key recent business updates, highlighting the advancement of its lead IND candidate, **SER-252**, and **SER-270**, both enabled by its proprietary **POZ Platform™** - **SER-252** is on track to enter the clinic later this year for advanced **Parkinson's disease**[2](index=2&type=chunk) - **SER-270** for **tardive dyskinesia** recently advanced, demonstrating the **POZ Platform's** capability for differentiated, long-acting therapies[2](index=2&type=chunk) [CEO Statement](index=1&type=section&id=CEO%20Statement) CEO Steve Ledger expressed pride in the development momentum, emphasizing the **POZ Platform's** potential to unlock best-in-class treatment profiles and improve patient outcomes in neurological conditions with high unmet needs, beyond what existing drug delivery approaches can achieve - CEO highlights strong momentum across development programs, with **SER-252** and **SER-270** advancing[2](index=2&type=chunk) - Believes the proprietary polymer technology (**POZ Platform**) can enable differentiated, long-acting therapies and improve patient outcomes[2](index=2&type=chunk) Business Highlights [Pipeline Advancement](index=1&type=section&id=Pipeline%20Advancement) Serina announced the advancement of **SER-270** for **tardive dyskinesia** in **July 2025** and secured funding to support the continued development of **SER-252**, its lead clinical candidate for **Advanced Parkinson's disease**, as it prepares for a **Phase 1 clinical trial** - In **July 2025**, Serina announced the advancement of **SER-270** (**POZ-VMAT2i**), a **once-weekly injectable therapy** for **tardive dyskinesia**[4](index=4&type=chunk) - **SER-270** aims to address unmet needs in TD treatment, particularly for institutional use and adherence challenges, and may be evaluated for **Huntington's disease chorea**[4](index=4&type=chunk) [SER-270 for Tardive Dyskinesia](index=1&type=section&id=SER-270%20for%20Tardive%20Dyskinesia) - **SER-270** (**POZ-VMAT2i**) is a **once-weekly injectable therapy** for **tardive dyskinesia**, enabled by the **POZ Platform**[4](index=4&type=chunk) - The program aims to address unmet needs in TD treatment, particularly for institutional use and adherence challenges[4](index=4&type=chunk) - **SER-270** may also be evaluated for **Huntington's disease chorea**[4](index=4&type=chunk) [Corporate Developments](index=1&type=section&id=Corporate%20Developments) Serina strengthened its Board of Directors with the appointment of Stephen (Steve) Brannan, M.D., bringing extensive experience in neuroscience and neuropsychiatry drug development to support the company's pipeline advancement - In **May 2025**, Stephen (Steve) Brannan, M.D. was appointed to Serina's Board of Directors[4](index=4&type=chunk) - Dr. Brannan brings over three decades of experience in neuroscience and neuropsychiatry drug development, including leadership roles at Takeda, Novartis, and Karuna Therapeutics[4](index=4&type=chunk) [Board Appointments](index=1&type=section&id=Board%20Appointments) - Stephen (Steve) Brannan, M.D., appointed to the Board in **May 2025**, has a proven track record of leading clinical programs from early development through regulatory approval and commercialization[4](index=4&type=chunk) - He led the clinical strategy for **KarXT** at Karuna Therapeutics, which was key in Karuna's **$14 billion** acquisition by Bristol Myers Squibb[4](index=4&type=chunk) [Financing Activities](index=1&type=section&id=Financing%20Activities) Serina secured **$5 million** in funding from strategic shareholders for **SER-252** development and initiated an 'at-the-market' (ATM) offering program, which has generated **$1.2 million** in **net proceeds** as of **August 8, 2025** - In **April 2025**, Serina secured **$5 million** from strategic shareholders to support the continued development of **SER-252**[4](index=4&type=chunk) - Entered into a **Capital on Demand™ Sales Agreement** for an **ATM offering program** to sell up to **$13.3 million** of common stock[4](index=4&type=chunk) - As of **August 8, 2025**, Serina issued **199,562** shares of common stock via **ATM**, resulting in **net proceeds** of **$1.2 million**[4](index=4&type=chunk) [$5 Million in Funding](index=1&type=section&id=%245%20Million%20in%20Funding) - Secured **$5 million** from strategic shareholders in **April 2025**[4](index=4&type=chunk) - Funding is dedicated to supporting the continued development of **SER-252** for **Advanced Parkinson's disease**[4](index=4&type=chunk) - This funding supports preparation to initiate a **Phase 1 clinical trial** in **Q4 2025**[4](index=4&type=chunk) [Financing via ATM](index=1&type=section&id=Financing%20via%20ATM) - Entered a **Capital on Demand™ Sales Agreement** in **April 2025** for an **at-the-market (ATM) offering program**[4](index=4&type=chunk) - The program allows the company to offer and sell up to **$13.3 million** of common stock[4](index=4&type=chunk) - As of **August 8, 2025**, **199,562** shares were issued at an average price of **$5.95**, yielding **$1.2 million** in **net proceeds**[4](index=4&type=chunk) Second Quarter Operating Results [Revenues](index=1&type=section&id=Revenues) Serina's revenues for the three months ended **June 30, 2025**, increased significantly to **$130 thousand**, up from **$51 thousand** in the same period of **2024**, entirely derived from **grant revenues** Q2 Revenues (in thousands) | Metric | Q2 2025 | Q2 2024 | Change | | :----- | :------ | :------ | :----- | | Revenues | $130 | $51 | +$79 | - Revenues were comprised entirely of **grant revenues** from the **National Institutes of Health**[3](index=3&type=chunk) [Operating Expenses](index=1&type=section&id=Operating%20Expenses) Total operating expenses for the second quarter of **2025** increased to **$5.7 million**, compared to **$3.9 million** for the same period in **2024**, driven by increases in both Research and Development (R&D) and General and Administrative (G&A) expenses Q2 Operating Expenses (in millions) | Metric | Q2 2025 | Q2 2024 | Change | | :--------------- | :------ | :------ | :----- | | Operating Expenses | $5.7 | $3.9 | +$1.8 | [Research and Development (R&D) Expenses](index=2&type=section&id=Research%20and%20Development%20(R%26D)%20Expenses) - The increase was primarily driven by increases in **outside research services**, **consultant spend for research programs**, and **higher salaries, payroll, and stock-based compensation** due to **increased headcount**[5](index=5&type=chunk) - These increases were partially offset by decreases in **professional fees for patent maintenance** and **severance-related costs**[5](index=5&type=chunk) Q2 R&D Expenses (in millions) | Metric | Q2 2025 | Q2 2024 | Change | | :----- | :------ | :------ | :----- | | R&D Expenses | $3.2 | $1.6 | +$1.6 | [General and Administrative Expenses](index=2&type=section&id=General%20and%20Administrative%20Expenses) - The increase was primarily due to **higher stock-based compensation expenses from new option grants** and **financial consulting expenses for new platforms and software**[6](index=6&type=chunk) - These increases were partially offset by a decrease in **legal fees following the conclusion of post-merger compliance and reporting activities**[6](index=6&type=chunk) Q2 G&A Expenses (in millions) | Metric | Q2 2025 | Q2 2024 | Change | | :----- | :------ | :------ | :----- | | G&A Expenses | $2.5 | $2.3 | +$0.2 | [Other (Expense) Income, Net](index=2&type=section&id=Other%20(Expense)%20Income%2C%20Net) Other expense, net, for **Q2 2025** was **$0.9 million**, a significant increase in expense compared to **$9.0 million** net income in **Q2 2024**, primarily due to a **$10.3 million** **change in the fair value of liability classified warrants** Q2 Other (Expense) Income, Net (in millions) | Metric | Q2 2025 | Q2 2024 | Change | | :----------------------- | :------ | :------ | :----- | | Other (Expense) Income, Net | $(0.9) | $9.0 | $(9.9) | - The **$9.9 million** increase in expenses was primarily attributable to a **$10.3 million** **change in fair value of liability classified warrants**[7](index=7&type=chunk) - This was partially offset by a **$0.3 million** decrease in **interest expense**[7](index=7&type=chunk) [Net (Loss) Income](index=2&type=section&id=Net%20(Loss)%20Income) Serina reported a net loss attributable to Serina of **$6.4 million**, or **$(0.66)** per basic and diluted share, for **Q2 2025**, a significant decline from a net income of **$5.2 million**, or **$0.61** per basic share and **$0.51** per diluted share, in **Q2 2024** Q2 Net (Loss) Income and EPS | Metric | Q2 2025 | Q2 2024 | Change | | :-------------------------------- | :------ | :------ | :----- | | Net (Loss) Income (in millions) | $(6.4) | $5.2 | $(11.6) | | Basic EPS | $(0.66) | $0.61 | $(1.27) | | Diluted EPS | $(0.66) | $0.51 | $(1.17) | Liquidity Information [Cash and Cash Equivalents and Runway](index=2&type=section&id=Cash%20and%20Cash%20Equivalents%20and%20Runway) As of **June 30, 2025**, Serina's cash and cash equivalents totaled **$6.0 million**, which the company projects will **fund operations into the fourth quarter of 2025** Cash and Cash Equivalents | Metric | As of June 30, 2025 | | :-------------------- | :------------------ | | Cash and cash equivalents | $6.0 million | - The Company projects its cash and cash equivalents as of **June 30, 2025**, to **fund operations into the fourth quarter of 2025**[10](index=10&type=chunk) Company and Technology Overview [About Serina Therapeutics](index=2&type=section&id=About%20Serina%20Therapeutics) Serina Therapeutics is a **clinical-stage biotechnology company** headquartered in Huntsville, Alabama, focused on developing a pipeline of **wholly-owned drug product candidates** for **neurological diseases and other indications**, leveraging its proprietary **POZ Platform™** - Serina is a **clinical-stage biotechnology company** developing a pipeline of **wholly owned drug product candidates**[11](index=11&type=chunk) - Focuses on treating **neurological diseases and other indications**[11](index=11&type=chunk) - Utilizes its proprietary **POZ Platform™** drug optimization technology[11](index=11&type=chunk) [About the POZ Platform™](index=2&type=section&id=About%20the%20POZ%20Platform%E2%84%A2) Serina's proprietary **POZ Platform** is based on poly(2-oxazoline), a **synthetic, water-soluble polymer**, engineered to provide greater control in drug loading and precision in release rates for subcutaneous injections. This technology aims to improve the efficacy and safety profiles of drugs, particularly those with narrow therapeutic windows, and has broad application potential, including a non-exclusive license agreement with Pfizer for LNP drug delivery - **POZ technology** is based on a **synthetic, water soluble, low viscosity polymer called poly(2-oxazoline)**[12](index=12&type=chunk) - Engineered to provide **greater control in drug loading and more precision in the rate of release of attached drugs delivered via subcutaneous injection**[12](index=12&type=chunk) - Has potential for use across a broad range of payloads and indications, including a **non-exclusive license agreement with Pfizer, Inc. for LNP drug delivery formulations**[13](index=13&type=chunk) [Key Pipeline Candidates](index=2&type=section&id=Key%20Pipeline%20Candidates) Serina is advancing two key pipeline candidates, **SER-252** (**POZ-apomorphine**) for **Advanced Parkinson's disease** and **SER-270** (**POZ-VMAT2i**) for **tardive dyskinesia**, both leveraging the **POZ Platform** to improve drug delivery and patient outcomes - **SER-252** is an investigational apomorphine therapy for **Advanced Parkinson's disease**[14](index=14&type=chunk) - **SER-270** is an investigational **once-weekly VMAT2 inhibitor** for **tardive dyskinesia**[15](index=15&type=chunk) - Both candidates are developed with Serina's **POZ platform** to address specific **unmet medical needs**[14](index=14&type=chunk)[15](index=15&type=chunk) [About SER-252 (POZ-apomorphine)](index=2&type=section&id=About%20SER-252%20(POZ-apomorphine)) - **SER-252** is designed to provide **continuous dopaminergic stimulation (CDS)** to reduce **levodopa-related motor complications** in **Parkinson's disease**[14](index=14&type=chunk) - Preclinical studies support its potential to provide **CDS without skin reactions**[14](index=14&type=chunk) - Serina plans to advance **SER-252** to **clinical testing in 2025**[14](index=14&type=chunk) [About SER-270 (POZ-VMAT2i)](index=2&type=section&id=About%20SER-270%20(POZ-VMAT2i)) - **SER-270** is an investigational **once-weekly VMAT2 inhibitor** developed with the **POZ platform** to address **adherence and access challenges** in **tardive dyskinesia**[15](index=15&type=chunk) - Its **subcutaneous formulation** is designed for **patients on long-acting injectable antipsychotics, those with dysphagia, and institutionalized populations**[16](index=16&type=chunk) - Serina is also exploring its development in **Huntington's disease chorea**[16](index=16&type=chunk) Condensed Consolidated Financial Statements [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of **June 30, 2025**, Serina's total assets increased to **$8.941 million** from **$6.724 million** at **December 31, 2024**, primarily driven by an increase in cash and cash equivalents and additional paid-in capital. Total liabilities also increased to **$7.295 million** from **$6.216 million**, mainly due to higher accounts payable and other current liabilities Condensed Consolidated Balance Sheet Highlights (in thousands) | Metric | June 30, 2025 | Dec 31, 2024 | Change | | :-------------------------------- | :------------ | :----------- | :----- | | Total Assets | $8,941 | $6,724 | +$2,217 | | Cash and cash equivalents | $6,041 | $3,672 | +$2,369 | | Total Liabilities | $7,295 | $6,216 | +$1,079 | | Total Stockholders' Equity | $1,646 | $508 | +$1,138 | | Accumulated Deficit | $(55,579) | $(44,318) | $(11,261) | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended **June 30, 2025**, Serina reported a net loss of **$6.462 million**, a significant shift from a net income of **$5.177 million** in the prior year period. This was primarily due to increased operating expenses and a negative change in other (expense) income, net, largely driven by warrant fair value adjustments Condensed Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Grant revenues | $130 | $51 | $130 | $56 | | Total operating expenses | $5,695 | $3,917 | $11,553 | $6,243 | | Loss from operations | $(5,565) | $(3,866) | $(11,423) | $(6,187) | | Total other (expense) income, net | $(897) | $9,043 | $139 | $(3,651) | | NET (LOSS) INCOME | $(6,462) | $5,177 | $(11,284) | $(9,838) | | Basic EPS | $(0.66) | $0.61 | $(1.15) | $(1.74) | | Diluted EPS | $(0.66) | $0.51 | $(1.15) | $(1.74) | [Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended **June 30, 2025**, net cash used in operating activities decreased to **$8.072 million** from **$9.586 million** in the prior year period. Net cash provided by financing activities significantly increased to **$10.487 million** from **$8.095 million**, primarily due to **proceeds from issuance of stock to Juvenescence** and **Series A convertible preferred stock**, resulting in a net increase in cash and cash equivalents of **$2.369 million** Condensed Consolidated Statements of Cash Flows Highlights (in thousands) | Metric | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------- | :--------------------------- | :--------------------------- | | Net cash used in operating activities | $(8,072) | $(9,586) | | Net cash used in investing activities | $(46) | $(14) | | Net cash provided by financing activities | $10,487 | $8,095 | | NET CHANGE IN CASH AND CASH EQUIVALENTS | $2,369 | $(1,505) | | Cash and cash equivalents at end of period | $6,041 | $6,114 | - Significant financing activities included **proceeds from issuance of stock to Juvenescence** (**$4,916k**) and **Series A convertible preferred stock** (**$4,940k**)[26](index=26&type=chunk) Additional Information [Cautionary Statement Regarding Forward-Looking Statements](index=3&type=section&id=Cautionary%20Statement%20Regarding%20Forward-Looking%20Statements) This section advises against undue reliance on forward-looking statements, which are based on management's current expectations and subject to **substantial risks and uncertainties**. These risks include those inherent in R&D, clinical trial outcomes, regulatory approvals, financing needs, and competitive developments, as detailed in SEC filings. Serina disclaims any obligation to update these statements - Forward-looking statements are subject to **substantial risks and uncertainties** that could cause actual results to differ materially[19](index=19&type=chunk) - Risks include **uncertainties in research and development, clinical trial outcomes, regulatory approvals, and the need for additional financing**[19](index=19&type=chunk) - Serina **disclaims any intent or obligation to update these forward-looking statements**[19](index=19&type=chunk) [Investor Contact](index=3&type=section&id=Investor%20Contact) Contact information for investor inquiries is provided, including an email address and phone number for Stefan Riley - For inquiries, contact Stefan Riley at **sriley@serinatherapeutics.com** or **(256) 327-9630**[20](index=20&type=chunk)

Filing Information [Registrant and Stock Information](index=1&type=section&id=Registrant%20and%20Stock%20Information) This section identifies Exodus Movement, Inc as the registrant, its stock listing, and its status as an emerging growth company - **Company**: Exodus Movement, Inc[2](index=2&type=chunk) - **Principal Executive Offices**: 15418 Weir St 333, Omaha, Nebraska 68137[2](index=2&type=chunk) - The registrant is identified as an **emerging growth company**[5](index=5&type=chunk) | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :--- | :--- | :--- | | Class A Common Stock, par value $0.000001 per share | EXOD | NYSE American LLC | [Report Details](index=1&type=section&id=Report%20Details) This section details the filing of a Form 8-K Current Report with an earliest reported event date of August 11, 2025 - **Report Type**: Form 8-K Current Report[1](index=1&type=chunk) - **Date of Earliest Event Reported**: August 11, 2025[2](index=2&type=chunk) Reported Events [Item 2.02 Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02%20Results%20of%20Operations%20and%20Financial%20Condition) This item announces the issuance of a press release for financial and operating results for the quarter ended June 30, 2025 - The company issued a press release on August 11, 2025, announcing financial and operating results for the quarter ended **June 30, 2025**[6](index=6&type=chunk) - The press release is attached as **Exhibit 99.1** to the Form 8-K[6](index=6&type=chunk) - The information furnished, including Exhibit 99.1, is **not deemed "filed"** for purposes of Section 18 of the Securities Exchange Act of 1934[7](index=7&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01%20Financial%20Statements%20and%20Exhibits) This section lists the exhibits filed with the Form 8-K, including a press release and an interactive data file | Exhibit numbers | Description | | :--- | :--- | | 99.1 | Press release dated August 11, 2025 | | 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | Signatures [Authorization and Signature](index=3&type=section&id=Authorization%20and%20Signature) This section documents the formal authorization and signature of the report by the Chief Financial Officer on August 11, 2025 - The report was signed on **August 11, 2025**, by **James Gernetzke, Chief Financial Officer** of Exodus Movement, Inc[12](index=12&type=chunk)

Exhibit 99.1 IMDX Reports Q2 2025 Results and Momentum Toward GraftAssureDx Launch NASHVILLE, TENN., August 11, 2025 — Insight Molecular Diagnostics Inc., or iMDx, (Nasdaq: IMDX), today published the following letter to shareholders in conjunction with its second quarter results: Fellow shareholders, We are closer than we have ever been to delivering a regulated kitted transplant monitoring assay to the market – and we are pleased to report a series of recent and timely accomplishments that we believe amoun ...

PubMatic Q2 2025 Earnings Release [Second Quarter 2025 Financial Highlights](index=1&type=section&id=Second%20Quarter%202025%20Financial%20Highlights) PubMatic's Q2 2025 revenue and adjusted EBITDA surpassed guidance, with revenue growing 6% to $71.1 million, despite a shift to GAAP net loss and a decline in adjusted EBITDA, supported by a strong cash position Q2 2025 Key Financial Metrics | Metric | Q2 2025 | Q2 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | $71.1M | $67.3M | +6% | | GAAP Net Income (Loss) | $(5.2)M | $2.0M | N/A | | GAAP Diluted EPS | $(0.11) | $0.04 | N/A | | Adjusted EBITDA | $14.2M | $21.1M | -33% | | Adjusted EBITDA Margin | 20% | 31% | -11 pts | | Non-GAAP Net Income | $2.5M | $9.7M | -74% | | Non-GAAP Diluted EPS | $0.05 | $0.17 | -71% | - Net dollar-based retention was **102%** for the trailing twelve months ending June 30, 2025, compared to **108%** in the prior year period, indicating slightly lower growth from existing publishers[5](index=5&type=chunk) - The company repurchased **3.5 million shares** in Q2 2025, and since the program's inception, PubMatic has used **$178.2 million** to repurchase **12.2 million shares**, representing **24%** of fully diluted shares[1](index=1&type=chunk)[7](index=7&type=chunk) - As of June 30, 2025, the company held **$117.6 million** in total cash, cash equivalents, and marketable securities with no debt[7](index=7&type=chunk) [Business Highlights](index=3&type=section&id=Business%20Highlights) PubMatic achieved strong growth in omnichannel video, with CTV revenue up over 50%, increased SPO activity to over 55%, diversified its DSP mix, and launched new AI-powered platform capabilities - Significant growth in video and CTV: CTV revenue grew **over 50%** year-over-year, and omnichannel video revenue (including CTV) grew **34%** year-over-year, representing **41%** of total revenue[1](index=1&type=chunk)[11](index=11&type=chunk) - Supply Path Optimization (SPO) represented **over 55%** of total platform activity, up from **51%** a year ago, driven by products like Activate and CTV Marketplaces[1](index=1&type=chunk)[11](index=11&type=chunk) - Customer adoption and diversification highlights: Buying activity on Activate **more than doubled** sequentially, and ad spend from performance marketers and mid-tier DSPs grew **over 20%** year-over-year, diversifying the DSP mix[11](index=11&type=chunk) - Launched new AI-powered capabilities, including an enhanced PubMatic Assistant for analytics, predictive diagnostics for yield anomalies, and a dynamic floor yield module to optimize pricing[9](index=9&type=chunk)[11](index=11&type=chunk) - Infrastructure optimization led to processing nearly **78 trillion impressions** in Q2 2025, a **28%** YoY increase, while the cost of revenue per million impressions decreased by **20%** on a trailing twelve-month basis[11](index=11&type=chunk) [Financial Outlook](index=4&type=section&id=Financial%20Outlook) PubMatic forecasts Q3 2025 revenue between $61 million and $66 million, with adjusted EBITDA of $7 million to $10 million, reflecting a 13% margin at midpoint and an impact from reduced ad spend by a top DSP partner Q3 2025 Financial Outlook | Metric | Guidance Range | | :--- | :--- | | Revenue | $61 million - $66 million | | Adjusted EBITDA | $7 million - $10 million | | Adjusted EBITDA Margin (at midpoint) | ~13% | - The outlook incorporates an expected reduction in ad spend from one of the company's top DSP partners[12](index=12&type=chunk)[16](index=16&type=chunk) - Guidance for GAAP net income was not provided, as reconciling it from adjusted EBITDA is impractical due to the unpredictability of items like stock-based compensation[13](index=13&type=chunk) [Consolidated Financial Statements](index=7&type=section&id=Consolidated%20Financial%20Statements) This section presents PubMatic's unaudited condensed consolidated financial statements as of June 30, 2025, encompassing Balance Sheets, Statements of Operations, and Cash Flows [Condensed Consolidated Balance Sheets](index=7&type=section&id=CONDENSED%20CONSOLIDATED%20BALANCE%20SHEETS) As of June 30, 2025, PubMatic reported total assets of $675.2 million, a decrease from year-end 2024, with total liabilities at $431.9 million and stockholders' equity at $243.3 million Balance Sheet Summary (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $90,476 | $100,452 | | Total current assets | $512,962 | $575,546 | | **TOTAL ASSETS** | **$675,220** | **$739,519** | | Accounts payable | $361,369 | $386,602 | | Total current liabilities | $388,743 | $418,810 | | **TOTAL LIABILITIES** | **$431,936** | **$462,256** | | **TOTAL STOCKHOLDERS' EQUITY** | **$243,284** | **$277,263** | [Condensed Consolidated Statements of Operations](index=8&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20OPERATIONS) For Q2 2025, PubMatic reported $71.1 million in revenue, a 6% increase, but higher operating expenses led to an operating loss of $(5.5) million and a net loss of $(5.2) million, reversing Q2 2024's net income Statement of Operations Summary (in thousands) | Account | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Revenue | $71,095 | $67,267 | | Gross profit | $44,483 | $42,107 | | Total operating expenses | $49,944 | $46,092 | | Operating loss | $(5,461) | $(3,985) | | **Net income (loss)** | **$(5,208)** | **$1,971** | [Condensed Consolidated Statement of Cash Flows](index=9&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20CASH%20FLOWS) For the six months ended June 30, 2025, net cash from operating activities was $30.5 million, with $41.2 million used in financing, largely for share repurchases, ending with $90.5 million in cash and cash equivalents Cash Flow Summary (in thousands) | Account | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $30,526 | $36,238 | | Net cash used in investing activities | $(128) | $(5,870) | | Net cash used in financing activities | $(41,188) | $(35,356) | | **NET DECREASE IN CASH** | **$(10,790)** | **$(4,988)** | | **CASH - End of period** | **$90,476** | **$73,521** | [Reconciliation of GAAP to Non-GAAP Financial Measures](index=10&type=section&id=RECONCILIATION%20OF%20GAAP%20TO%20NON-GAAP%20FINANCIAL%20MEASURES) This section details adjustments from GAAP to non-GAAP financial measures, including Adjusted EBITDA, Non-GAAP Net Income, and Free Cash Flow, primarily by removing non-cash expenses [Reconciliation of Net income (loss) to Adjusted EBITDA](index=10&type=section&id=Reconciliation%20of%20Net%20income%20(loss)%20to%20Adjusted%20EBITDA) PubMatic's Q2 2025 GAAP net loss of $(5.2) million reconciled to an Adjusted EBITDA of $14.2 million, down from $21.1 million in Q2 2024, with the margin decreasing to 20% from 31% Adjusted EBITDA Reconciliation (in thousands) | Line Item | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net income (loss) | $(5,208) | $1,971 | | Stock-based compensation | $9,801 | $9,699 | | Depreciation and amortization | $11,861 | $11,336 | | Interest income | $(1,379) | $(2,340) | | Provision for (benefit from) income taxes | $(862) | $412 | | **Adjusted EBITDA** | **$14,213** | **$21,078** | [Reconciliation of Net income (loss) per share](index=10&type=section&id=Reconciliation%20of%20Net%20income%20(loss)%20per%20share) Q2 2025 GAAP net loss of $(5.2) million adjusted to a Non-GAAP net income of $2.5 million, or $0.05 per diluted share, a notable decrease from $9.7 million, or $0.17 per diluted share, in Q2 2024 Non-GAAP Net Income Reconciliation (in thousands) | Line Item | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net income (loss) | $(5,208) | $1,971 | | Stock-based compensation | $9,801 | $9,699 | | Adjustment for income taxes | $(2,068) | $(1,999) | | **Non-GAAP net income** | **$2,525** | **$9,671** | [Computation of Free Cash Flow](index=11&type=section&id=COMPUTATION%20OF%20FREE%20CASH%20FLOW) For Q2 2025, PubMatic generated $9.3 million in free cash flow, derived from $14.9 million in operating cash flow, after accounting for capital expenditures and capitalized software development costs Free Cash Flow Computation (in thousands) | Line Item | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $14,905 | $11,944 | | Less: Purchases of property and equipment | $(1,340) | $(736) | | Less: Capitalized software development costs | $(4,300) | $(4,295) | | **Free cash flow** | **$9,265** | **$6,913** |

Executive Summary [Second Quarter 2025 Performance Highlights](index=1&type=section&id=Second%20Quarter%202025%20Performance%20Highlights) ACV delivered record revenue and Adjusted EBITDA in Q2 2025, driven by continued market share gains and strong adoption of its Marketplace Services, despite challenging market conditions in the latter half of the quarter Q2 2025 Key Performance Metrics | Metric | Q2 2025 | Q2 2024 | YoY Change | | :-------------------------- | :------ | :------ | :--------- | | Revenue | $194M | $160.6M | +21% | | Marketplace & Service Revenue | $176M | $144.1M | +22% | | Marketplace GMV | $2.7B | $2.4B | +12% | | Marketplace Units | 210,429 | 186,220 | +13% | | GAAP Net Income (Loss) | ($7M) | ($17M) | Improved | | Non-GAAP Net Income | $12M | $3M | +$9M | | Adjusted EBITDA | $19M | $7M | +$12M | [CEO Commentary and Market Outlook](index=1&type=section&id=CEO%20Commentary%20and%20Market%20Outlook) CEO George Chamoun expressed satisfaction with record Q2 results, attributing success to market share gains and Marketplace Services adoption. He noted a modest year-over-year growth in the dealer wholesale market, which decelerated due to weakening retail demand and elevated trade retention, leading to an updated revenue guidance while maintaining profitability objectives - **Record revenue and Adjusted EBITDA** achieved despite challenging market conditions in the back half of Q2 2025[3](index=3&type=chunk) - Results were driven by **continued market share gains and strong adoption of Marketplace Services**[3](index=3&type=chunk) - The dealer wholesale market grew **modestly year-over-year**, with **growth decelerating** due to weakening retail demand and elevated trade retention rates[4](index=4&type=chunk) - **Revenue guidance was updated** to reflect macroeconomic crosscurrents, while the **midpoint of Adjusted EBITDA guidance was maintained**, reflecting commitment to profitability[4](index=4&type=chunk) Company Overview [About ACV Auctions](index=2&type=section&id=About%20ACV%20Auctions) ACV (NYSE: ACVA) is a leading digital automotive marketplace and data services partner dedicated to transforming the used vehicle industry. The company provides trusted and efficient solutions for sourcing, selling, and managing used vehicles with enhanced transparency and insights, offering services such as ACV Auctions, ACV Transportation, ACV Capital, ACV MAX, True360, and ClearCar - ACV's mission is to transform the automotive industry by building the most trusted and efficient digital marketplace and data solutions for sourcing, selling, and managing used vehicles[9](index=9&type=chunk) - ACV offerings include ACV Auctions, ACV Transportation, ACV Capital, ACV MAX, True360, and ClearCar[9](index=9&type=chunk) Financial Guidance [Third Quarter 2025 Guidance](index=2&type=section&id=Third%20Quarter%202025%20Guidance) ACV projects total revenue for the third quarter of 2025 to be between $198 million and $203 million, representing a year-over-year increase of 16% to 18%. Non-GAAP net income is expected to be $11 million to $13 million, with Adjusted EBITDA projected at $18 million to $20 million Q3 2025 Financial Guidance | Metric | Q3 2025 Guidance | | :-------------------- | :--------------- | | Total revenue | $198M - $203M | | YoY Growth | 16% - 18% | | GAAP net income (loss)| ($13M) - ($11M) | | Non-GAAP net income | $11M - $13M | | Adjusted EBITDA | $18M - $20M | [Full-Year 2025 Guidance](index=2&type=section&id=Full-Year%202025%20Guidance) For the full year 2025, ACV anticipates total revenue of $765 million to $775 million, reflecting a 20% to 22% year-over-year growth. The company expects a GAAP net loss of ($51) million to ($47) million, with non-GAAP net income projected at $38 million to $42 million and Adjusted EBITDA at $68 million to $72 million Full-Year 2025 Financial Guidance | Metric | Full-Year 2025 Guidance | | :-------------------- | :---------------------- | | Total revenue | $765M - $775M | | YoY Growth | 20% - 22% | | GAAP net income (loss)| ($51M) - ($47M) | | Non-GAAP net income | $38M - $42M | | Adjusted EBITDA | $68M - $72M | [Guidance Assumptions](index=2&type=section&id=Guidance%20Assumptions) Key assumptions underpinning ACV's financial guidance include a flat to modestly down dealer wholesale market year-over-year in 2025. Conversion rates and wholesale price depreciation are expected to follow normal seasonal patterns, and non-GAAP Operating Expense (excluding Cost of Revenue) is projected to increase approximately 11% year-over-year - The dealer wholesale market is expected to be **flat to modestly down year over year in 2025**[10](index=10&type=chunk) - Conversion rates and wholesale price depreciation are expected to follow normal seasonal patterns[10](index=10&type=chunk) - Non-GAAP Operating Expense (excluding Cost of Revenue) is expected to increase approximately **11% year-over-year**[10](index=10&type=chunk) Non-GAAP Financial Measures [Definition and Rationale](index=2&type=section&id=Definition%20and%20Rationale) ACV provides supplemental non-GAAP financial measures to offer investors a clearer view of operating performance by excluding items not indicative of core results. These measures, while useful for period-to-period comparisons and internal management, should not be considered alternatives to GAAP results due to their material impact and recurring nature - Non-GAAP financial measures assist investors in making period-to-period comparisons by providing a view of operating results without items not indicative of core operations[10](index=10&type=chunk)[11](index=11&type=chunk) - These measures are used by management for assessing business health, determining incentive compensation, and evaluating operating performance, as well as for internal planning and forecasting[12](index=12&type=chunk) - Non-GAAP measures should not be construed as an alternative to GAAP results, as excluded items often have a material impact and can be recurring[11](index=11&type=chunk) [Adjusted EBITDA](index=4&type=section&id=Adjusted%20EBITDA) Adjusted EBITDA is defined as net loss, adjusted to exclude depreciation and amortization, stock-based compensation expense, interest (income) expense, provision for income taxes, and other one-time non-recurring items. While used by management for business assessment, it has limitations, such as not reflecting capital commitments, stock-based compensation, or tax payments, and may not be comparable to other companies' measures - Adjusted EBITDA is defined as net loss, adjusted to exclude depreciation and amortization, stock-based compensation expense, interest (income) expense, provision for income taxes, and other one-time non-recurring items[13](index=13&type=chunk) - Limitations include not reflecting future capital commitments, the need to replace underlying assets (despite non-cash D&A), stock-based compensation impact, non-operating income/expenses, contingent consideration adjustments, and tax payments[14](index=14&type=chunk) - The measure may not be comparable to similarly titled measures of other companies due to varying calculation methods[14](index=14&type=chunk) [Non-GAAP Net Income (Loss) and Operating Expenses](index=4&type=section&id=Non-GAAP%20Net%20Income%20(Loss)%20and%20Operating%20Expenses) Non-GAAP net income (loss) and non-GAAP operating expenses are defined by excluding stock-based compensation expense, amortization of acquired intangible assets, and other one-time, non-recurring items from their GAAP counterparts. These adjustments aim to facilitate more meaningful period-to-period comparisons by removing non-cash or non-recurring impacts, but they also carry limitations similar to Adjusted EBITDA, such as not reflecting capital expenditures or certain one-time charges - Non-GAAP net income (loss) is defined as net income (loss) adjusted to exclude stock-based compensation expense, amortization of acquired intangible assets, and other one-time, non-recurring items[16](index=16&type=chunk) - Non-GAAP operating expenses are defined by excluding the same items as non-GAAP net income (loss)[16](index=16&type=chunk) - Exclusions are made to allow for more meaningful comparisons between operating results from period to period, particularly for stock-based compensation (due to valuation variability) and acquired intangible asset amortization (due to non-cash, multi-year impact)[17](index=17&type=chunk) Operating and Financial Metrics [Marketplace GMV](index=5&type=section&id=Marketplace%20GMV) Marketplace GMV (Gross Merchandise Value) is a key indicator of ACV's business health, scale, and growth, primarily driven by the volume and dollar value of Marketplace Unit transactions. It is defined as the total dollar value of vehicles transacted within a period, excluding auction and ancillary fees - Marketplace GMV is primarily driven by the volume and dollar value of Marketplace Unit transactions[21](index=21&type=chunk) - It acts as an indicator of ACV's success, signaling dealer and buyer satisfaction, and the health, scale, and growth of the business[21](index=21&type=chunk) - Marketplace GMV is defined as the total dollar value of vehicles transacted within the applicable period, excluding any auction and ancillary fees[21](index=21&type=chunk) [Marketplace Units](index=5&type=section&id=Marketplace%20Units) Marketplace Units is a crucial metric for ACV's potential growth in GMV and revenue, reflecting customer engagement and market share in wholesale transactions. It represents the number of vehicles successfully transacted, even if subsequently unwound (which has been immaterial). This metric has generally increased with territory expansion, new dealer partnerships, and increased share from existing customers - Marketplace Units is a key indicator of potential for growth in Marketplace GMV and revenue[22](index=22&type=chunk) - It demonstrates overall customer engagement and market share of wholesale transactions in the United States[22](index=22&type=chunk) - Marketplace Units are defined as the number of vehicles transacted within the applicable period, including those successfully sold even if subsequently unwound[22](index=22&type=chunk)[23](index=23&type=chunk) Financial Statements (Unaudited) [Condensed Consolidated Statements of Operations](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The unaudited condensed consolidated statements of operations detail ACV's financial performance for the three and six months ended June 30, 2025, and 2024. For Q2 2025, total revenue reached $193.7 million, leading to a net loss of ($7.3) million, an improvement compared to a net loss of ($17.1) million in Q2 2024 Condensed Consolidated Statements of Operations | Metric (in thousands) | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :------------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Marketplace and service revenue | $175,995 | $144,126 | $341,932 | $273,940 | | Customer assurance revenue | $17,708 | $16,498 | $34,468 | $32,373 | | **Total revenue** | **$193,703** | **$160,624** | **$376,400** | **$306,313** | | Total operating expenses | $200,898 | $179,265 | $398,026 | $347,481 | | Loss from operations | ($7,195) | ($18,641) | ($21,626) | ($41,168) | | **Net loss** | **($7,298)** | **($17,063)** | **($22,115)** | **($37,534)** | | Net loss per share - basic and diluted | ($0.04) | ($0.10) | ($0.13) | ($0.23) | [Condensed Consolidated Balance Sheets](index=10&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The unaudited condensed consolidated balance sheets present ACV's financial position as of June 30, 2025, and December 31, 2024. Total assets increased to $1,138.3 million from $984.1 million, primarily driven by growth in current assets such as cash, trade receivables, and finance receivables. Total liabilities also rose to $689.5 million from $544.1 million, mainly due to increases in accounts payable and long-term debt Condensed Consolidated Balance Sheets | Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Cash and cash equivalents | $258,365 | $224,065 | | Trade receivables (net) | $209,880 | $168,770 | | Finance receivables (net) | $207,068 | $139,045 | | **Total current assets** | **$737,935** | **$593,197** | | **Total assets** | **$1,138,273**| **$984,149** | | Accounts payable | $430,646 | $345,605 | | **Total current liabilities** | **$462,658** | **$381,166** | | Long-term debt | $186,500 | $123,000 | | **Total liabilities** | **$689,490** | **$544,145** | | Total stockholders' equity | $448,783 | $440,004 | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) The unaudited condensed consolidated statements of cash flows illustrate ACV's cash movements for the six months ended June 30, 2025, and 2024. Net cash provided by operating activities significantly increased to $80.3 million in 2025 from $47.5 million in 2024. Investing activities resulted in a net cash outflow of ($93.6) million, while financing activities provided $47.4 million, leading to a net increase in cash of $34.3 million Condensed Consolidated Statements of Cash Flows | Metric (in thousands) | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :------------------------------------------ | :----------------------------- | :----------------------------- | | Net cash provided by operating activities | $80,339 | $47,491 | | Net cash used in investing activities | ($93,646) | ($3,997) | | Net cash provided by (used in) financing activities | $47,398 | ($11,025) | | Net increase in cash, cash equivalents, and restricted cash | $34,300 | $32,401 | | Cash, cash equivalents, and restricted cash, end of period | $258,365 | $214,972 | Non-GAAP Reconciliations [Non-GAAP Net Income (Loss) Reconciliation](index=12&type=section&id=Non-GAAP%20Net%20Income%20(Loss)%20Reconciliation) This section provides a reconciliation of GAAP net income (loss) to non-GAAP net income (loss) for the three and six months ended June 30, 2025, and 2024. For Q2 2025, non-GAAP net income was $12.3 million, a significant improvement from the GAAP net loss of ($7.3) million, primarily due to adjustments for stock-based compensation and amortization of acquired intangible assets Non-GAAP Net Income (Loss) Summary | Metric (in thousands) | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :-------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net income (loss) (GAAP) | ($7,298) | ($17,063) | ($22,115) | ($37,534) | | Stock-based compensation | $15,454 | $14,965 | $32,028 | $29,794 | | Amortization of acquired intangible assets | $2,591 | $3,013 | $5,364 | $5,226 | | Non-GAAP Net income (loss) | $12,251 | $3,227 | $19,747 | $4,442 | [Adjusted EBITDA Reconciliation](index=12&type=section&id=Adjusted%20EBITDA%20Reconciliation) This table reconciles GAAP net income (loss) to Adjusted EBITDA for the three and six months ended June 30, 2025, and 2024. Adjusted EBITDA for Q2 2025 was $18.6 million, substantially higher than the GAAP net loss of ($7.3) million, after accounting for depreciation, amortization, stock-based compensation, interest, taxes, and other adjustments Adjusted EBITDA Summary | Metric (in thousands) | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :-------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net income (loss) (GAAP) | ($7,298) | ($17,063) | ($22,115) | ($37,534) | | Depreciation and amortization | $10,904 | $8,880 | $21,450 | $16,682 | | Stock-based compensation | $15,454 | $14,965 | $32,028 | $29,794 | | Interest expense (income) | $134 | ($1,723) | $155 | ($4,219) | | Provision for income taxes | ($31) | $145 | $334 | $585 | | Adjusted EBITDA | $18,577 | $7,078 | $32,485 | $11,347 | [Non-GAAP Operating Expenses Reconciliation](index=13&type=section&id=Non-GAAP%20Operating%20Expenses%20Reconciliation) This reconciliation details the adjustments from GAAP total operating expenses to non-GAAP total operating expenses (excluding cost of revenue) for the three and six months ended June 30, 2025, and 2024. For Q2 2025, non-GAAP total operating expenses (excluding cost of revenue) were $90.4 million, compared to GAAP total operating expenses of $200.9 million, after excluding cost of revenue, stock-based compensation, and amortization of acquired intangibles Non-GAAP Operating Expenses Summary | Metric (in thousands) | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :---------------------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Total operating expenses (GAAP) | $200,898 | $179,265 | $398,026 | $347,481 | | Marketplace and service cost of revenue | ($74,319) | ($64,253) | ($143,721) | ($119,946) | | Customer assurance cost of revenue | ($16,909) | ($14,558) | ($30,886) | ($27,372) | | Stock-based compensation | ($15,173) | ($14,759) | ($31,442) | ($29,339) | | Amortization of acquired intangible assets | ($2,591) | ($3,013) | ($5,364) | ($5,226) | | Non-GAAP Total operating expenses (excluding cost of revenue) | $90,402 | $80,370 | $182,143 | $158,640 | [Non-GAAP Guidance Reconciliation](index=13&type=section&id=Non-GAAP%20Guidance%20Reconciliation) This table provides a reconciliation of non-GAAP net income (loss) to GAAP net income (loss) guidance for the third quarter and full year 2025. For Q3 2025, non-GAAP net income guidance is $11 million to $13 million, adjusted from a GAAP net loss guidance of ($13) million to ($11) million, primarily by adding back stock-based compensation and intangible amortization Non-GAAP Guidance Summary | Metric (in millions) | Three months ended September 30, 2025 | Year ended December 31, 2025 | | :-------------------------------- | :------------------------------------ | :--------------------------- | | Net income (loss) (GAAP) | ($13) - ($11) | ($51) - ($47) | | Non-GAAP Adjustments: | | | | Stock-based compensation | $19 | $70 | | Intangible amortization | $3 | $11 | | Amortization of capitalized stock-based compensation | $2 | $6 | | Other | — | $2 | | Non-GAAP net income | $11 - $13 | $38 - $42 | Forward-Looking Statements & Contacts [Forward-Looking Statements](index=7&type=section&id=Forward-Looking%20Statements) This presentation contains forward-looking statements regarding ACV's financial guidance and future events, which are based on current assumptions and subject to substantial risks and uncertainties. These risks include operating losses, limited operating history, ability to manage growth, market conditions, competition, and compliance. Readers are cautioned not to rely on these statements as predictions of future events and are directed to ACV's SEC filings for a comprehensive description of risks - The presentation contains forward-looking statements concerning **financial guidance for Q4 2024 and full year 2024** (Note: The report's context is Q2 2025 and FY 2025 guidance, but the chunk specifically mentions 2024)[24](index=24&type=chunk) - Forward-looking statements are based on current assumptions and are subject to substantial risks, uncertainties, and changes in circumstances that may cause actual results to differ materially[25](index=25&type=chunk) - Key risks include a history of operating losses, limited operating history, ability to manage growth, market conditions, competition, and compliance with laws and regulations[25](index=25&type=chunk) [Investor and Media Contacts](index=8&type=section&id=Investor%20and%20Media%20Contacts) Contact information for investor relations and media inquiries is provided for stakeholders - Investor Contact: Tim Fox, tfox@acvauctions.com[26](index=26&type=chunk) - Media Contact: Maura Duggan, mduggan@acvauctions.com[26](index=26&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Delaware 20-3340900 (State or Other Jurisdiction of (IRS Employer Identification No.) Incorporation or Organization) 8235 Forsyth Blvd., Suite 900, St Louis, Missouri (Address of Principal Executive Offices) (Zip Code) (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC ...

[Part I - Financial Information](index=5&type=section&id=Part%20I%20-%20Financial%20Information) [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) Unaudited statements show increased assets and liabilities, with a nine-month net loss of $92.1 million on $1.22 billion in revenue [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (Unaudited) | (In thousands) | June 30, 2025 | September 30, 2024 | | :--- | :--- | :--- | | **Total Current Assets** | $1,849,696 | $1,680,443 | | **Total Assets** | **$2,075,150** | **$1,902,188** | | **Total Current Liabilities** | $1,124,834 | $1,258,835 | | Convertible senior notes, net | $390,356 | $— | | **Total Liabilities** | **$1,554,306** | **$1,295,049** | | **Total Stockholders' Equity** | **$520,844** | **$607,139** | - Key changes from September 30, 2024, include a significant increase in inventory (from **$182.6M to $654.3M**) and the addition of **$390.4M in convertible senior notes**, which were not present previously[15](index=15&type=chunk) [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Condensed Consolidated Statements of Operations (Unaudited) | (In thousands, except per share amounts) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenue** | **$602,533** | **$483,317** | **$1,220,939** | **$1,470,414** | | **Gross Profit** | **$89,099** | **$83,045** | **$152,882** | **$183,611** | | Income (loss) before income taxes | $11,471 | $5,304 | $(91,182) | $(36,029) | | **Net Income (Loss)** | **$6,894** | **$1,075** | **$(92,051)** | **$(37,357)** | | Net income (loss) attributable to Fluence Energy, Inc | $6,252 | $785 | $(66,260) | $(25,127) | | **Basic EPS (Class A)** | **$0.05** | **$0.01** | **$(0.51)** | **$(0.20)** | | **Diluted EPS (Class A)** | **$0.01** | **$—** | **$(0.51)** | **$(0.20)** | [Condensed Consolidated Statements of Cash Flows](index=12&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows (Unaudited) | (In thousands) | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash (used in) provided by operating activities | $(411,281) | $69,156 | | Net cash used in investing activities | $(20,047) | $(13,444) | | Net cash provided by (used in) financing activities | $358,645 | $(5,767) | | **Net (decrease) increase in cash, cash equivalents, and restricted cash** | **$(58,818)** | **$50,577** | - The significant cash outflow from operations in the nine months ended June 30, 2025, was primarily driven by a **$469.7 million increase in inventory** and a **$180.8 million decrease in accounts payable**, partially offset by **$400.0 million in proceeds from issuing convertible senior notes**[25](index=25&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) - The company operates in a single reportable segment, with its Chief Executive Officer identified as the Chief Operating Decision Maker (CODM)[30](index=30&type=chunk) - Revenue is primarily generated from the sale of energy storage products and solutions, recognized over time using the percentage of completion (POC) method based on costs incurred[44](index=44&type=chunk)[45](index=45&type=chunk) - As of June 30, 2025, the company had **$4.9 billion of remaining performance obligations (backlog)**, with approximately **49% expected to be recognized as revenue in the next 12 months**[88](index=88&type=chunk)[89](index=89&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=44&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses a 17% revenue decrease due to project timing, stable gross margins, and liquidity bolstered by a $400 million notes issuance [Key Factors, Trends, and Uncertainties](index=48&type=section&id=Key%20Factors%2C%20Trends%2C%20and%20Uncertainties) - The utility-scale battery storage industry is experiencing unprecedented growth, driven by the global transition to renewable energy, with a projected market addition of **2,660 GWh between 2024 and 2035** (excluding China)[190](index=190&type=chunk) - Government regulations, particularly the U.S. Inflation Reduction Act (IRA) and the One Big Beautiful Bill Act (OBBBA), are key drivers creating both opportunities and compliance risks through new domestic content and FEOC restrictions[196](index=196&type=chunk)[197](index=197&type=chunk) - Significant changes in U.S. tariff policy, including increased Section 301 tariffs and new AD/CV proceedings, have created market uncertainty, leading to paused or delayed customer contracting[200](index=200&type=chunk)[201](index=201&type=chunk) [Key Operating Metrics](index=56&type=section&id=Key%20Operating%20Metrics) Key Operating Metrics Comparison | Metric (Energy Storage Products) | June 30, 2025 | September 30, 2024 | Change % | | :--- | :--- | :--- | :--- | | Deployed (GW) | 6.3 | 5.0 | 26% | | Contracted Backlog (GW) | 8.2 | 7.5 | 9% | | Pipeline (GW) | 35.7 | 25.8 | 38% | | **Services (Assets under Management, GW)** | **5.5** | **4.3** | **28%** | | **Digital (Asset under Management, GW)** | **21.6** | **18.3** | **18%** | - Order intake for Energy Storage Products and Solutions **decreased by 49%** for the nine months ended June 30, 2025, compared to the prior year period, reflecting market uncertainty and timing of contracts[231](index=231&type=chunk) [Results of Operations](index=59&type=section&id=Results%20of%20Operations) Comparison of Operating Results | ($ in thousands) | Nine Months Ended June 30, 2025 | Nine Months Ended June 30, 2024 | Change % | | :--- | :--- | :--- | :--- | | **Total Revenue** | **$1,220,939** | **$1,470,414** | **(17)%** | | **Gross Profit** | **$152,882** | **$183,611** | **(17)%** | | Gross Profit Margin % | 12.5% | 12.5% | 0% | | **Net Loss** | **$(92,051)** | **$(37,357)** | **146%** | - The **17% decrease in revenue** for the nine months ended June 30, 2025, was primarily driven by decreased volumes of Gridstack solutions projects fulfilled due to customer schedules and a more backend-loaded revenue expectation for fiscal year 2025[256](index=256&type=chunk) - General and administrative expenses **decreased by 10%** for the nine months ended June 30, 2025, mainly due to a **$15.5 million decrease in personnel-related expenses** from a reduction in headcount[267](index=267&type=chunk) [Liquidity and Capital Resources](index=62&type=section&id=Liquidity%20and%20Capital%20Resources) - The company's principal sources of liquidity include cash from operations, IPO proceeds, and various debt arrangements, which management believes are sufficient for at least the next 12 months[277](index=277&type=chunk)[278](index=278&type=chunk) - In December 2024, the company issued **$400.0 million in 2.25% convertible senior notes due 2030**, receiving net proceeds of **$389.4 million** and purchasing capped calls for **$29.0 million** to offset potential dilution[280](index=280&type=chunk)[281](index=281&type=chunk) - On August 6, 2024, the company converted its ABL facility into a **$500.0 million senior secured cash flow revolving credit facility**, with **$342.5 million available** as of June 30, 2025[290](index=290&type=chunk)[294](index=294&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=63&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports no material changes to its market risk exposure from its fiscal 2024 Annual Report - There have been no material changes with respect to the company's exposure to market risk as disclosed in its 2024 Annual Report[315](index=315&type=chunk) [Controls and Procedures](index=64&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal controls - Management concluded that as of June 30, 2025, the company's disclosure controls and procedures were **effective at the reasonable assurance level**[317](index=317&type=chunk) - No changes in internal control over financial reporting occurred during the quarter ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, internal controls[318](index=318&type=chunk) [Part II - Other Information](index=65&type=section&id=Part%20II%20-%20Other%20Information) [Legal Proceedings](index=65&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in an SEC investigation, a class action lawsuit, and derivative actions, none of which are currently expected to be material - The company has been informed that the **SEC is conducting a formal investigation** regarding its financial reporting following a short-seller report published in February 2024 and is fully cooperating[144](index=144&type=chunk) - A consolidated federal securities class action lawsuit has been filed against the company and certain officers, which the company intends to defend vigorously[145](index=145&type=chunk) - Two shareholder derivative complaints have been filed and consolidated, with proceedings currently stayed pending the resolution of the securities class action[146](index=146&type=chunk) [Risk Factors](index=66&type=section&id=Item%201A.%20Risk%20Factors) Material risks include dependency on changing government incentives, global trade tariffs, and new indebtedness from its convertible senior notes [Government Incentives and Regulations Risk](index=71&type=section&id=Government%20Incentives%20and%20Regulations%20Risk) - The business is highly dependent on government incentives, and the **One Big Beautiful Bill Act (OBBBA)** modification to the IRA has created uncertainty with new domestic content and **Foreign Entity of Concern (FEOC) restrictions**[326](index=326&type=chunk)[328](index=328&type=chunk) - There is a risk that the company or its suppliers may be unable to meet the new **FEOC requirements** under the OBBBA, which could jeopardize qualification for key tax credits and impact competitiveness[331](index=331&type=chunk) [Global Trade and Tariffs Risk](index=73&type=section&id=Global%20Trade%20and%20Tariffs%20Risk) - The company faces significant risk from changes in the global trade environment, including new U.S. tariffs on Chinese imports, which are subject to multiple tariff layers including **Section 301 tariffs**[334](index=334&type=chunk)[336](index=336&type=chunk) - An active **anti-dumping/countervailing (AD/CV) duty investigation** on Chinese graphite active anode material (AAM) poses a risk of increased costs and supplier impact[339](index=339&type=chunk) - Tariff-related uncertainty has caused the company to **delay new contracts and pause existing projects** with certain customers, adversely impacting business and results of operations[338](index=338&type=chunk) [Risks Related to 2030 Convertible Senior Notes](index=75&type=section&id=Risks%20Related%20to%202030%20Convertible%20Senior%20Notes) - The company's **$400.0 million of outstanding 2030 Convertible Senior Notes** could limit cash flow for operations, make it difficult to obtain additional financing, and require substantial cash for debt service[342](index=342&type=chunk)[345](index=345&type=chunk) - The conditional conversion feature of the notes, if triggered, could require the company to settle the obligation in cash, which would adversely affect liquidity[348](index=348&type=chunk) - The company is subject to **counterparty risk** with the financial institutions involved in the associated capped call transactions, where a default could lead to more dilution than anticipated[360](index=360&type=chunk)[361](index=361&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=74&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities were made during the quarter that were not previously reported - There were no unregistered sales of equity securities during the quarter ended June 30, 2025, that were not already disclosed in a Current Report on Form 8-K[363](index=363&type=chunk) [Other Information](index=74&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted, modified, or terminated Rule 10b5-1 trading arrangements during the quarter - During the three months ended June 30, 2025, no directors or officers adopted, modified, or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements[368](index=368&type=chunk) [Exhibits](index=75&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the report, including required CEO and CFO certifications - The report includes standard exhibits such as the Amended and Restated Certificate of Incorporation, Bylaws, and certifications by the CEO and CFO pursuant to **Sections 302 and 906 of the Sarbanes-Oxley Act**[371](index=371&type=chunk)

[Second Quarter 2025 Financial Results](index=1&type=section&id=Second%20Quarter%202025%20Financial%20Results) HF Foods Group Inc. reports strong Q2 2025 financial results, driven by strategic initiatives and operational efficiencies [Management Commentary](index=1&type=section&id=Management%20Commentary) Management reported record net revenue and gross profit for Q2 2025, attributing success to transformation initiatives, ERP implementation, and active M&A evaluation - Reported **record quarterly net revenue and gross profit**, demonstrating momentum from transformation initiatives[3](index=3&type=chunk) - Successfully completed the implementation of its ERP system across the entire network, creating a unified platform to enhance operational efficiency[3](index=3&type=chunk) - Actively evaluating attractive M&A opportunities to expand geographic footprint and enhance product capabilities[3](index=3&type=chunk) [Second Quarter 2025 Results Summary](index=1&type=section&id=Second%20Quarter%202025%20Results%20Summary) HF Foods achieved strong Q2 2025 growth with net revenue up 4.1% to $314.9 million, gross profit up 5.1% to $55.1 million, and Adjusted EBITDA up 31.1% to $13.8 million Q2 2025 Key Financial Metrics (vs. Q2 2024) | Metric | Q2 2025 | Q2 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Net Revenue | $314.9M | $302.3M | +$12.6M | +4.1% | | Gross Profit | $55.1M | $52.5M | +$2.6M | +5.1% | | Gross Margin | 17.5% | 17.4% | +13 bps | - | | Net Income | $0.5M | $0.2M | +$0.3M | +117.0% | | Adjusted EBITDA | $13.8M | $10.6M | +$3.2M | +31.1% | | GAAP Diluted EPS | $0.02 | $0.00 | +$0.02 | - | | Non-GAAP Diluted EPS | $0.12 | $0.04 | +$0.08 | +200.0% | [Detailed Financial Performance](index=1&type=section&id=Detailed%20Financial%20Performance) Revenue growth was driven by higher volumes and pricing in Meat & Poultry and Seafood, with improved operational efficiency leading to a 117.0% increase in net income - Revenue growth was primarily driven by **volume increases and improved pricing** in Meat & Poultry and Seafood[4](index=4&type=chunk)[6](index=6&type=chunk) - Distribution, selling and administrative expenses as a percentage of net revenue decreased from **16.5% to 16.2%** year-over-year, mainly due to increased net revenue and lower professional fees[7](index=7&type=chunk) - The significant increase in net income was driven by a **$1.5 million rise in income from operations**[8](index=8&type=chunk) [Cash Flow and Liquidity](index=2&type=section&id=Cash%20Flow%20and%20Liquidity) Operating cash flow significantly increased to $10.5 million for the six months ended June 30, 2025, with strong cash reserves and available credit Cash Flow and Liquidity Summary (in millions) | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Cash from Operating Activities | $10.5M | $1.9M | | **As of June 30, 2025** | | | | Cash | $15.7M | - | | Available Line of Credit | ~$57.8M | - | [Consolidated Financial Statements (Unaudited)](index=4&type=section&id=Consolidated%20Financial%20Statements%20(Unaudited)) Unaudited consolidated financial statements provide a detailed overview of the company's balance sheet, income statement, and cash flows for Q2 2025 and the six-month period [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to $593.5 million by June 30, 2025, driven by inventories, while liabilities also rose due to accounts payable and line of credit increases Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | **Total Current Assets** | **$202,166** | **$178,103** | | Inventories | $127,240 | $97,783 | | **Total Assets** | **$593,537** | **$549,991** | | **Total Current Liabilities** | **$169,699** | **$145,199** | | Line of credit | $60,815 | $57,483 | | Accounts payable | $68,251 | $50,644 | | **Total Liabilities** | **$352,420** | **$308,697** | | **Total Shareholders' Equity** | **$241,117** | **$241,294** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For Q2 2025, net revenue was $314.9 million and net income $0.5 million, while the six-month period recorded a net loss of $1.0 million Statement of Operations Summary (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net revenue | $314,853 | $302,342 | | Gross profit | $55,132 | $52,465 | | Income from operations | $4,119 | $2,625 | | Net Income | $510 | $235 | | Diluted EPS | $0.02 | $0.00 | Statement of Operations Summary (in thousands) | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net revenue | $613,281 | $597,996 | | Gross profit | $106,091 | $102,876 | | Income from operations | $5,273 | $2,540 | | Net Loss | $(1,020) | $(324) | | Diluted EPS | $(0.01) | $(0.01) | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities was $10.5 million for the six months ended June 30, 2025, resulting in a $1.2 million net increase in cash Cash Flow Summary for Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $10,468 | $1,941 | | Net cash used in investing activities | $(6,592) | $(6,331) | | Net cash (used in) provided by financing activities | $(2,693) | $3,126 | | **Net increase (decrease) in cash** | **$1,183** | **$(1,264)** | | Cash at end of the period | $15,650 | $13,968 | [Non-GAAP Financial Measures and Reconciliations](index=3&type=section&id=Non-GAAP%20Financial%20Measures%20and%20Reconciliations) This section explains and reconciles non-GAAP financial measures, including EBITDA, Adjusted EBITDA, non-GAAP net income, and EPS, to GAAP results [Explanation of Non-GAAP Measures](index=3&type=section&id=Explanation%20of%20Non-GAAP%20Measures) Non-GAAP measures like Adjusted EBITDA and non-GAAP EPS provide investors with a clearer view of core operating performance by excluding non-recurring items - The company uses non-GAAP measures to provide additional tools for investors to evaluate ongoing operating results and trends[15](index=15&type=chunk) - Adjusted EBITDA is used to measure operating performance, excluding items like interest, taxes, depreciation, amortization, and other non-recurring or non-cash expenses[16](index=16&type=chunk) - Non-GAAP net income and EPS exclude items not reflective of core operating performance to facilitate period-over-period comparisons[17](index=17&type=chunk) [Reconciliation of Net Income to EBITDA and Adjusted EBITDA](index=7&type=section&id=Reconciliation%20of%20Net%20Income%20to%20EBITDA%20and%20Adjusted%20EBITDA) Adjusted EBITDA for Q2 2025 increased to $13.8 million, reconciled from net income by adjusting for interest, taxes, D&A, and specific non-recurring items Adjusted EBITDA Reconciliation for Q2 (in thousands) | Description | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | **Net income** | **$510** | **$235** | | Interest expense, net | $2,775 | $3,119 | | Income tax expense | $521 | $1,599 | | Depreciation and amortization | $7,261 | $6,590 | | **EBITDA** | **$11,067** | **$11,543** | | Lease guarantee income | — | $(5,433) | | SEC settlement | — | $3,900 | | Executive transition | $829 | — | | **Adjusted EBITDA** | **$13,845** | **$10,561** | [Reconciliation to Non-GAAP Net Income and EPS](index=8&type=section&id=Reconciliation%20to%20Non-GAAP%20Net%20Income%20and%20EPS) Non-GAAP net income for Q2 2025 was $6.4 million, leading to a Non-GAAP diluted EPS of $0.12, after adjusting for various non-core items Non-GAAP Net Income & EPS Reconciliation for Q2 (in thousands, except per share) | Description | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | **Net income attributable to HF Foods** | **$1,216** | **$17** | | Amortization of intangibles | $4,021 | $4,070 | | Lease guarantee income | — | $(5,433) | | SEC settlement | — | $3,900 | | **Non-GAAP net income** | **$6,383** | **$2,329** | | **GAAP diluted EPS** | **$0.02** | **$0.00** | | **Non-GAAP diluted EPS** | **$0.12** | **$0.04** | [Company Information and Disclosures](index=2&type=section&id=Company%20Information%20and%20Disclosures) This section provides an overview of HF Foods Group Inc.'s business and includes important disclosures regarding forward-looking statements [Company Overview](index=2&type=section&id=Company%20Overview) HF Foods Group Inc. is a leading distributor of food and non-food products to Asian restaurants across the United States - HF Foods is a leading distributor of foodservice products to primarily Asian restaurants throughout the United States[12](index=12&type=chunk) - The company aims to supply the increasing demand for Asian American restaurant cuisine via its nationwide distribution network[12](index=12&type=chunk) [Forward-Looking Statements](index=3&type=section&id=Forward-Looking%20Statements) The report contains forward-looking statements subject to risks and uncertainties, and readers are cautioned against undue reliance - The report includes forward-looking statements based on current expectations, which are subject to risks and uncertainties[14](index=14&type=chunk) - Key risks include the ability to execute the operational transformation plan, impacts of demographic trends, and potential tariff-related costs[14](index=14&type=chunk)

Exhibit 99.1 Ballard continued, "We are seizing this pivotal moment in the rare earth mineral and magnet industry to accelerate and strengthen our mine-to-magnet supply chain. With a strong capital position, disciplined growth strategy, and clear vision, we are scaling rapidly—through targeted internal investments and strategic opportunities that expand our capabilities, enhance returns, and solidify our leadership in this quickly evolving global market." STILLWATER, Okla. - August 11, 2025 – USA Rare Earth ...

WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from________to UNITED STATES SECURITIES AND EXCHANGE COMMISSION Commission file number 0-10792 HORIZON BANCORP, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or or ...